Does the Learningrx franchisor have the right to assign their rights and remedies under the agreement?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
vision of this Agreement shall be held, declared or pronounced void, voidable, invalid, unenforceable or inoperative for any reason, by any court of competent jurisdiction, government authority or otherwise, such holding, declaration or pronouncement shall not affect adversely any other provisions of this Agreement which shall otherwise remain in full force and effect.
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- This Agreement contains the entire agreement of the parties regarding the subject matter hereof. This Agreement may be modified only by a duly authorized writing executed by all parties.
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- The rights and remedies of Franchisor under this Agreement are fully assignable and transferable and shall inure to the benefit of its respective affiliates, successor and assigns.
Source: Item 23 — RECEIPT (FDD pages 54–209)
What This Means (2025 FDD)
According to the 2025 Learningrx Franchise Disclosure Document, Learningrx has the right to assign its rights and remedies under the franchise agreement. Specifically, Learningrx can transfer or assign all or any part of its rights or obligations to another person or legal entity.
This assignment is permissible as long as the new entity assumes Learningrx's obligations under the agreement. Upon such an assignment, Learningrx is released from any further liability to the Area Developer. However, the Area Developer (franchisee) cannot assign their obligations without prior written consent from Learningrx.
This clause is typical in franchise agreements, allowing the franchisor flexibility in corporate structuring, mergers, or acquisitions. For a prospective Learningrx franchisee, this means the agreement could be transferred to a new company, but Learningrx remains responsible until the obligations are formally assumed by the assignee. The franchisee should ensure they are comfortable with this possibility and understand their obligations remain with Learningrx unless explicitly notified otherwise.